Private Stockist Briefing · Proposed framework subject to final company approvals and grant documents
Founding Stockist incentive

Build product flow today. Share in the value you help create.

The proposed Stock Option Incentive gives Founding Stockists a separate path to benefit from the longer-term enterprise value created by verified customer sales moving through their local supply chain.

Why the Stockist sits at the center of this opportunity.

Networkers may sell without holding inventory. The Stockist makes that possible by funding, importing, storing and fulfilling products locally. The option program recognizes the enterprise value of that supply-chain contribution.

01

Credit follows verified sell-through

Eligible customer sales fulfilled through the Stockist’s serialized inventory contribute to the Stockist’s option grant-credit ledger.

02

Every active networker can add product flow

The Stockist can benefit from sales generated throughout the local network without employing or paying a conventional salaried sales force.

03

Product margin and option opportunity work together

The 20% Stockist product margin supports current cash flow. The separate option program recognizes verified longer-term market creation.

Standard calculation20%of Net Eligible Sales

US$1 of proposed Stock Option Grant Credit for every US$5 of verified Net Eligible Sales.

At US$100,000 of verified Net Eligible Sales, the Stockist accrues US$20,000 of grant credit. At US$500,000, the standard cumulative grant-credit ceiling of US$100,000 is reached.

Grant credit determines the potential number of options. It is not cash or a free share, and the Stockist must exercise vested options at the approved exercise price before shares are issued.

Explore the proposed Stockist option opportunity.

Change the verified-sales and reference-price assumptions to understand how grant credit may translate into an option quantity. The illustration does not predict future share value.

Illustrative inputs

Illustrative result

Standard grant creditUS$20,000
Additional SMD grant creditUS$0
Total potential grant creditUS$20,000
Illustrative option quantity2,000

The standard program remains within its US$100,000 cumulative cap. Final option quantity, exercise price, vesting and grant date require formal approval and signed documents.

Only real customer revenue earns grant credit.

The same verified-sale architecture that protects commissions also protects the option program.

Included

  • Delivered and paid sales to verified independent customers.
  • Approved fleet, workshop, industrial and commercial-account sales.
  • Repeat orders after the return and verification period.
×

Excluded

  • Stockist inventory purchases not yet sold through.
  • Networker stocking purchases not yet resold.
  • Taxes, duties, freight, delivery, rebates, returns and unpaid invoices.

Counted once

  • One serialized product.
  • One verified payment.
  • One independent customer.
  • One Stockist grant-credit event.
Attribution rule: Grant credit follows the fulfilling Stockist identified by the serialized product and verified customer transaction. Transfers, related-party cycles, fabricated customers and duplicate claims do not qualify.

From customer sale to Stockist option grant.

Accrual and an actual option grant are deliberately separate stages.

1Sale completedProduct reaches an independent customer.
2Payment verifiedCustomer payment clears.
3Holdback periodReturns and disputes can emerge.
4Quarterly auditEligible sales and credit are verified.
5Board grantOption number and terms are approved.
6ExerciseVested options are exercised for shares.

Explore the important program terms.

These sections keep the commercial invitation easy to understand while preserving the mechanics that matter.

What is a Stock Option Grant Credit?

Grant credit is a performance measure used to determine the potential number of options. Under the proposed standard formula, grant credit equals 20% of verified Net Eligible Sales, capped at US$100,000. Option count equals approved grant credit divided by the Board-approved option reference price.

What does the option allow the Stockist to do?

An option gives the Stockist the contractual right to purchase a stated number of shares at the approved exercise price before expiry. No shareholder rights arise until the option is validly exercised and the issuing company actually issues the shares.

What are the proposed standard terms?
  • Quarterly verification and Board-approved grants.
  • Recommended 100% vesting at formal grant because the performance has already been completed and verified.
  • Recommended maximum option term of 10 years, subject to the final plan.
  • Exercise price normally no lower than grant-date fair market value or the minimum required by applicable law.
  • Clawback for fraud, misclassification, prohibited transactions or material misconduct.
How is dilution controlled?

The proposed aggregate program ceiling is the earlier of US$1 million in aggregate standard Stockist Grant Credit or a Board-approved fully diluted ownership ceiling, provisionally 3%–5%. The final issuing company, available share reserve and required Board and shareholder approvals must be confirmed before grants are made.

What is the Strategic Master Distributor pathway?

A Stockist exceeding US$1 million of cumulative verified Net Eligible Sales and demonstrating sustainable market, logistics and compliance capacity may be considered for a separate Strategic Master Distributor appointment.

If separately appointed and approved, the proposed additional grant credit is 5% of incremental Net Eligible Sales above US$1 million, capped at US$250,000 additional credit. Combined with the US$100,000 standard cap, total potential proposed grant credit may reach US$350,000.

Can options be earned through recruitment or inventory purchases?

No. The program is separate from the MLM compensation plan. Recruitment, enrollment, unsold inventory, internal transfers and replenishment purchases do not create grant credit. Credit arises only after qualifying external customer revenue is delivered, collected and verified.

Illustrative standard grant-credit progression.

The table shows the proposed formula before conversion into an option quantity.

Cumulative Net Eligible SalesStandard Grant CreditRemaining Standard Capacity
US$25,000US$5,000US$95,000
US$100,000US$20,000US$80,000
US$250,000US$50,000US$50,000
US$500,000US$100,000 maximumStandard program fully earned

Understand the opportunity—and the nature of an option.

The program can be commercially meaningful without promising a particular share value or liquidity event.

What the program can provide

  • A performance-linked opportunity to acquire shares.
  • Participation in longer-term enterprise value if shares appreciate.
  • Recognition of verified supply-chain and market creation.
  • A separate benefit alongside Stockist margin and any MLM participation.

What remains variable

  • Options may expire without economic value.
  • Exercise requires payment and may create tax obligations.
  • Private-company shares may be illiquid and restricted.
  • Future financing may dilute eventual ownership.
  • No listing, dividend, sale or appreciation is guaranteed.
Your next step

Explore a Founding Stockist role that rewards both product flow and enterprise building.

Discuss the territory, initial inventory level, supply-chain responsibilities and proposed Stock Option Incentive relevant to your market.

Schedule my Stockist discussion